The Uncertificated Securities Control Agreement is essential in modern financial transactions where securities exist in electronic form rather than as physical certificates. It is used when a party needs to take security over uncertificated securities held in a securities account with a securities intermediary under English and Welsh law. The agreement establishes the secured party's control over the securities, which is crucial for perfecting the security interest under the Financial Collateral Arrangements (No. 2) Regulations 2003. It details the rights of the secured party, the obligations of the securities intermediary, and the arrangements for maintaining and enforcing the security interest.
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1. Parties: Identifies the contracting parties including account holder, secured party, and securities intermediary
2. Background: Sets out context of the agreement and relationship between parties
3. Definitions: Defines key terms used throughout the agreement including relevant legislation references
4. Control Rights: Specifies secured party's control rights over the securities account
5. Securities Intermediary's Agreements: Details obligations of the securities intermediary
6. Priority of Security Interest: Establishes priority of secured party's interest
7. Representations and Warranties: Standard representations from all parties
8. Governing Law and Jurisdiction: Specifies applicable law and jurisdiction for disputes
1. Additional Secured Party Rights: Extra rights granted to secured party beyond standard control. Include when secured party requires enhanced control rights
2. Income and Distributions: Treatment of dividends and other distributions. Include when parties want specific arrangements for handling distributions
3. Tax Provisions: Handling of tax matters related to the securities. Include when tax implications need specific attention
1. Schedule of Securities Accounts: Lists all relevant securities accounts covered by the agreement
2. Form of Notice: Standard form for communications between parties
3. Operating Procedures: Detailed procedures for implementing control arrangements
4. Existing Security Interests: Schedule of any pre-existing security interests affecting the securities accounts
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